Fallen Warrior
by Knockout Starscream
Summary: Months after the ending of RID. Megatron shows up to warn the Autobots of a new threat. Can the former leader of the Decepticons be trusted? And what is he hiding from them? Rated T to be safe.
1. Chapter 1 Megatron Returns

Chapter 1 Megatron Returns.

It had been three months since the Bee team had liberated Cybertron. They had now made a base in the scrapyard on Earth after contacting some old friends of Team Prime. Agent Fowler, Jack, his Mom, Miko and Raff were now helping them along with Denny and Russell.

And some more Autobots had come from Cybertron and joined them to help protect Earth. The team was now made up of Bumblebee, Strongarm, Sideswipe, Grimlock, Fixit, Drift and his minicons, and now the addition of Arcee, Bulkhead, Wheeljack, Smokescreen and Knock Out.

Plus a new addition to the Autobot faction Starscream who had come out of his coma and changed sides but hadn't quite gained everyone's trust yet. And was trying to make up for his past as a Decepticon.

Optimus Prime thought the seeker's change was genuine and sent him to Bumblebee's team knowing he wouldn't be accepted on Cybertron. And wanting to give him a chance because he seemed to have changed for the better.

Right now they were all hanging out in the base because the communications were down do to a technical error. Well actually the kids had been having a water balloon fight and one had hit the control panel so they were busy trying to fix it. When they all heard a boom from off in the woods.

"What was that?" They all asked at once. Before going to investigate.

* * *

Upon arriving in the area where the boom had come from they saw none other then Megatron who appeared to be fighting someone or something only he could see.

"OK Big M has finally flipped." Said Knock Out seeing the scene before them.

"Hey is something burning?" Asked Strongarm seeing smoke.

Then they noticed some of the trees were on fire and there were flames that seemed to be appearing out of nowhere. Most of them aimed at Megatron.

"Wait where's Starscream?" Asked Bumblebee.

Suddenly Starscream who had gone back to the scrapyard came back carrying a bucket of mud that he tossed at the spot where the flames were coming from and revealed that there was a seeker femme making them who was attacking Megatron.

Now that he could see her Megatron quickly managed to beat her. By hitting her and knocking her out. After being knocked out she became visible. She was black with hints of red, yellow and orang in a flame pattern on her wings.

"What are you doing here Megatron?" Asked Starscream not sounding a bit happy to see his old master.

"I came here through a space bridge from Cybertron there's been a prison break and all the Decepticons are free and want revenge on the Autobots I was going to warn Optimus Prime when this femme attacked me and we ended up going through a space bridge during the struggle." Megatron explained.

Not being happy to see Megatron Starscream transformed and flew back to base.

"Starscream holds a grudge against me." Megatron said watching his former second in command fly off.

"He has good reason to after all the times you almost beat him to death and all the messed up stuff you put him through during the war true he brought most of it on himself but the rest you did to him." Knock Out told him.

"I am not that mech anymore." Megatron explained. "I just want to make up for everything I did to everyone during the war."

"I think it's gonna take a lot of apologizing before he'll let things go." Said Bumblebee having notice how upset the seeker looked before flying back to base.

Then they all decided to head that way bringing Megatron and the femme with them not wanting to let the warlord out of their sight and wanting to hear the femme's side of the story when she came to.

* * *

After arriving at the scrapyard and making sure the humans were away and safe the femme regained consciousness and they questioned her about what happened.

"My name is Flame Shadow and I was only trying to stop those Decepticons and knew Megatron must be behind their escape." Flame Shadow told them. "I have a score to settle with them." "My boyfriend was part of the faction when he disappeared and I think a Decepticon group called the DJD killed him."

"A group that serves you." Flame Shadow added looking at Megatron with an angry glare. "I heard they hunt down and kill any Decepticon who isn't loyal or tries to change sides."

"The DJD are not loyal to me only the Decepticon cause which I called off." Megatron explained. "And their the ones who freed the other Decepticons to get revenge on the Autobots."

"But if they just serve the Decepticon cause and not you and go after anyone they deem a trader then they might go after you." Said Strongarm. "You better stay here so we can help you fight them if they come after you."

"Wait we don't know if Megatron is telling the truth." Bulkhead pointed out.

"But if he is the DJD are to dangerous to take a chance on." Drift explained. "I've heard of them and don't want to risk not being prepared to fight them if we must."

"The DJD are really bad news they have a reputation for torturing their victims before killing them if you betray the Decepticon cause they put you on a list and hunt you down." Knock Out told them. "I had patients who would beg me to offline them if they thought they were on the list."

"But the thing is most of the time you don't know your on the list until right before they get to you." He added with fear in his vice.

"Wow if Knock Out and Drift are afraid the DJD must be serious." Said Sideswipe.

"Megatron your staying here and we're going to Cybertron to find out the facts behind what happened with the jailbreak and if it was the DJD behind it." Bumblebee explained.

"Flame Shadow your coming with us." Arcee told her.

"Wait you trust her why?" Asked Strongarm.

"Because when she told us about her boyfriend I could tell that was real pain in her optics." Arcee said to her. "Because I've been there." "And it's not something you can fake."

"Wait Flame Shadow how did you turn invisible and make fire back there?" Asked Knock Out.

"I'm an Outliner their transformers with special abilities that don't always match with their alut modes." Flame Shadow explained. "Mine is inviability and as for the fire my arm cannon is a flamethrower."

"Nice." Knock Out said impressed.

"What about that mech who tossed mud on me when I was inviable that was good thinking." Flame Shadow told him. Then asked where Starscream went after Knock Out explained who he was.

"He's probably going to stay in his room until Megatron leaves they don't have the best history." Knock Out filled her in. As they left through the space bridge leaving Megatron at the scrapyard with Starscream who still wouldn't come out.

* * *

On Cybertron they spoke to Optimus Prime, Windblade and Ratchet. Who confirmed that there had been a prison break. And the Decepticons were now free.

"So Megatron was telling the truth about that." Thought Bumblebee. "But are the DJD really involved?"

"If Megatron has resurfaced then I wish to accompany you back to Earth." Optimus told his former scout now warrior and team leader.

"I would feel better if you were there." Said Bumblebee.

"I want to come to Earth again as well." Ratchet cut in.

"Sure Lock Out, Cop Out, Knock Out and I could always use help in the med bay." Fixit replied having to correct himself. Knock Out nodded in agreement but rolled his optics at how Fixit had messed up his name.

Windblade also decided to go with them missing Earth and being ready for some action.

Then they all went through the space bridge and back to the scrapyard.

* * *

But when they emerged from the space bridge they saw Megatron's alut mode flying off in a hurry and the scrapyard was in a mess and more importantly Starscream was on the ground badly beaten in a pool of his own energon and laid there unmoving.

Being Medics Knock Out and Ratchet both rushed to the injured seeker's side along with Fixit who also wanted to help anyway he could.

Then after seeing that Starscream was unresponsive they rushed him to the med bay and got to work trying to save his life.

"No we should have never left Megatron here alone with him!" Cried Bumblebee. "He beat him like this all the time during the war why would he stop now I should have know better now Starscream might be dying!"

"Bumblebee calm down it's not your fault it's Megstron's and we can not let him escape." Said Drift.

Then they all drove or in Windblade and Flame Shadow case flew off to catch Megatron and make him answer for what he had done to Starscream. While Knock Out, Ratchet and Fixit stayed to try to keep Starscream online just hoping they could save him.

 **To Be Continued.**

 **"Well I finally started my new story sorry it took so long writer's block." "Hope this chapter was OK it was the best I came up with." "And I'll try to have the next one up soon." "Please let me know if I missed any spelling mistakes."**


	2. Chapter 2 Secret

Chapter 2 Secret.

While the rest of the team went after Megatron. Ratchet, Fixit and Knock Out jumped in to action trying to save Starscream who at this point was barley alive.

After repairing the damage they put him on an energon drip and all they could do now was wait. Because the rest was up to Starscream.

After a few minutes had passed the three of them were relieved to see the seeker's optics came back online. Starscream started to get up only to be gently pushed back down by Ratchet.

"You need to rest and give your system time to heal." "You just took a beating." Ratchet explained.

"Megatron?" Asked Starscream in a weak voice.

"Don't worry he won't hurt you again." Knock Out told him.

"But Megatron didn't hurt me this time." Said Starscream. "He saved me."

"He saved you?" Asked Ratchet trying to make sure they'd heard him right.

"Yes." Starscream replied.

"We better call the others and tell them." Knock Out said putting a finger on his com-link.

* * *

Meanwhile the others had just caught up to Megatron and found him locked in combat with another mech.

"I don't believe it what is Lockdown doing here?" Asked Bumblebee.

But before anyone could answer Optimus was already fighting the bounty hunter with Megatron who for some reason had froze and Flame Shadow saw him move his servo that had been on his spark chamber before rejoining the fight.

Between the two of them Optimus and Megatron quickly defeated Lockdown but right before they could catch him he shot a bridge that they had to stop from collapsing which gave him time to escape.

Right after Lockdown made his getaway Bumblebee's com-link went off. It was Knock Out explaining that Megatron wasn't the one who attacked Starscream.

* * *

Then they all went back to base and Starscream explained what really went down.

"I left my room planning to go for a flight when Lockdown showed up here." "He said the DJD hired him to bring Megatron to them and was fighting Megatron when I came out and he attacked me too." Starscream explained.

"He said the DJD want Megatron in one piece so they can punish him for disbanding the Decepticons." The seeker added. "He's on their list and so am I but he said they sent him to get Megatron and he wasn't expecting to find me here."

"So he wasn't going to tell them about me because he said he was just in it for the upgrades and my wings would make the perfect trophy and since he was just sent here for Megatron the DJD would know and be upset if any of his parts were missing but since they didn't know I was here mine were right for the taking." "He was literally trying to rip me apart when Megatron push him off me right before I loss conscious." Starscream finished.

"You better stay on bed rest for the next few days but you should make a full recovery." Ratchet told Starscream.

"Thanks you for saving me." Starscream said to Megatron.

"After all the pain I caused you I'd like to know I can make up for it at least a little." Megatron told him.

"I forgive you for all you did to me." "It's all in the past now we both have a lot to make up for and maybe by helping the Autobots we can do that?" Starscream said to his former tormentor.

"OK I'll help the Autobots if they will have me." Said Megatron.

"Welcome to the team then." Bumblebee told Megatron. "So I guess your an Autobot now if you want to be one?"

"I'd be honored to be one." Megatron answered.

* * *

Then a few hours later Knock Out helped Megatron paint an Autobot shield where his Decepticon one used to be. He had done the same thing for Starscream when he changed sides. And he also helped Flame Shadow put some Autobot logos on her wings became she also decided to join the Autobots in hopes of taking down the DJD to avenge her boyfriend.

Later Flame Shadow past Megatron who was walking to the med bay.

Starscream had been moved to his room to be on bed rest there after Knock Out was buffing himself and the buffer slipped out of his servos and flew right over Starscream's helm. Then Bulkhead had accidentally broke one of Ratchet's tools and he yelled. "I needed that!" And scared Starscream who had been in recharge and caused him to jump off the berth. And then Fixit was doing some repairs on part of the scrapyard's defence system and sent sparks flying at him by mistake.

After that Starscream had insisted on being moved to his room saying they were going to end up killing him if he stayed in the med bay. So he was now resting in his own berth.

But way was Megatron going to the med bay if it wasn't to visit Starscream?

Flame Shadow decided to spy and see what was going on so she turned inviable and followed Megatron to the med bay.

Ratchet was in recharge so it was currently Knock Out in the med bay. And he was surprised when Megatron came in.

"Megatron how can I help you?" Asked Knock Out wondering why the former leader of the Decepticons was now standing before him in the med bay.

"Knock Out I need you to help me with something and none of the others can know about this." Megatron told him.

"Sure I'll help anyway I can but why so secretive?" Asked Knock Out.

"Because I need to be sure of this before anyone can know." Megatron replied. "This can not leave this room!"

"All right." Knock Out answered him.

Knock Out was used to getting orders from Megatron from when he was a Decepticon during the war but usually he'd shout them in anger and use intimidation. But now he had asked gently and seemed almost nervous.

It was a huge changed from the way he knew Megatron to ask for something and he could tell something wasn't right.

Flame Shadow continued to watch them and could tell from the way Knock Out looked and how uneasy Megatron was acting that something was wrong and whatever Megatron wanted the red medic to help him with was something big and whatever it was it wasn't good.

What was Megatron hiding from everyone?

 **To Be Continued.**

 **"So what is Megatron asking Knock Out to help him with the situation is more then meets the eye." XD "Only time will tell the answer." "Sorry if this chapter was short this one was just a filler and I'll try to get the next one up soon." "This story is a bit of a nightmare to come up with but the plot bunnies won't go away." "Please let me know if there are any spelling mistakes I missed.**


	3. Chapter 3 Ambush

Chapter 3 Ambush.

Flame Shadow continued to spy on Megatron and Knock Out trying to find out what Megatron was hiding.

But much to her dismay he whispered it in Knock Out's audio receptor so she didn't hear what was said. But saw Knock Out run a few tests on Megatron. But didn't know what for. And then started to leave the med bay when suddenly they were all called to a team meeting.

She had just left the room when the call came in so Megatron and Knock Out didn't know she had been eavesdropping on them. So she just went to the main area in the scrapyard like nothing happened. But was still wondering what was going on with the old warlord.

Once everyone was in the main area Optimus Prime and Bumblebee told them what was going on.

"We have received a transmission from Cybertron about a former Decepticon who has information about the DJD and he has agreed to tell us everything he knows about them in exchange for a safe haven from them." Optimus explain.

"But Steeljaw has his pack back together and are at the old steel mill and may or may not be working with the DJD and we need to find out what their up to." Bumblebee added. "So were sending two teams."

"Bumblebee, Sideswipe, Drift, Strongarm, Grimlock and Fixit will go to the Steel mill to confront Steeljaw and his pack since they have dealt with them many times before." Optimus told them.

"And Megatron, Ratchet, Arcee, Windblade and Knock Out will go to Cybertron to meet the former Decepticon the rest of the team will go to Hanger E to prepare it as a second base if we have more then one Earth base it will be harder for the cons to know our location." Bumblebee explained.

"Good plan." Said Flame Shadow.

"And you and Starscream will stay here and guard the scrapyard because even though the humans are off on a camping trip right now we need to keep Denny and Russell's home safe and Starscream is still recovering from his encounter with Lockdown and is in no condition to fight at the time being." Optimus told her.

"No problem." She replied.

* * *

Then the team's went off on their missions and Flame Shadow stayed at the scrapyard and started reading a datapad while Starscream was still recharging in his room.

When she noticed the power went out and the communications were down. Flame Shadow didn't like this one bit and went to see what was going on and spotted Lockdown who had cut the power to get by the security system.

Unfortunately Lockdown saw her at the same moment she saw him and she quickly made herself inviable knowing that was her best chance to fight him. But then he fire a blast from his arm canon right at her. Luckily she managed to dodge and was only grazed across the midsection.

But she realized he had set his optics to see the heat signature her spark gave off so her inviability would be useless so she resorted to hiding in the scrapheaps but she was leaking energon from where he had grazed her and leaving a trail he kept fallowing. She kept moving knowing she'd be no match for him without the element of surprise.

"Come out come out wherever you are." Lockdown mocked as he walked to the scrapheap she was hiding behind.

Flame Shadow could hear him approaching her and when he came around the pile of scrap she was using as cover she quickly use her flamethrower shooting flames right into his face forcing him to shield it with his hands this gave her a chance to escape.

But she ended up tripping over some metal beams Denny had been planning to build something with and the next thing she knew Lockdown had caught up to her and yanked her up by the neck and tossed her back to the ground then started beating her into it.

"That flamethrower is quite the weapon I think I'll take it for myself I can see it being very useful to me." Lockdown told her in a dark tone that made her shiver and continued to beat her. And Flame Shadow could feel herself starting to go unconscious.

"Now I think I'll take that upgrade." Lockdown hissed.

"Take this!" They suddenly heard Starscream's voice yell. And Lockdown was shot by some missiles that made him fall backwards and away from Flame Shadow then the seeker ran over and punched him then took off running to another part of the scrapyard.

Lockdown now angry ran after Starscream but lost sight of him and saw movement from where the stasis pods were and saw an open one that he thought Starscream was hiding in.

"How dumb can you get all I have to do is close the pod and I've got you." Lockdown mocked but when he got to the opening of the pod he found it empty and looked up just in time to see Starscream jump off the top of the stasis pod and kick him inside it then close it and turn it on trapping Lockdown in stasis.

"Apparently not as dumb as you and that was for beating me up and trying to take my parts before." Starscream quipped answering the bounty hunter. Then he went over to check on Flame Shadow.

"Are you OK?" He asked her.

"Yes I think I'm alright." Said Flame Shadow who tried to stand up only to fall back down. And Starscream noticed she was covered in dents and scratches from the beating she'd just taken and one of her legs had been injured but other then that and the wound on her midsection where Lockdown had grazed her she was OK.

Starscream gently picked her up and carried her to the med bay to help her patch herself up. And once he'd helped her buff out the dents and smooth over most of the scratches he helped her fix her leg and weld the wound on her midsection so no more energon would bleed out.

"Well I've done the best I can we'll have to wait on Knock Out, Ratchet, or Fixit to get back to check you over and make sure there's no more damage." "But from what I can see you got off lucky it could have been much worse." Starscream told her.

"Thanks for saving me." Flame Shadow said to him.

"Anytime." Starscream answered her as he started to go back to his room but then doubled over in pain.

"You still haven't fully healed yet." Flame Shadow gasped noticing the seeker had over did it and should have been resting so she got up and started helping him back to his room.

"Don't worry I've suffered worse damage then this." Starscream told her.

"I wouldn't brag about that." She said back to him. And they both had to laugh but Starscream was grunting in pain at the same time. Then they both almost fell and caught each other.

And then the ground bridge opened while they were in each other's arms and Bumblebee and has team had came back after finding the steel mill abandon and discovering Steeljaw and his pack had move on to a different base that they had yet to locate. And saw the two seekers holding each other up.

"That's so sweet." Said Strongarm. Thinking they looked adorable helping each other out.

If they were human both Starscream and Flame Shadow would have blushed. But they quickly composed themselves and explained to them what had happened with Lockdown. Then Fixit check them both out and everyone was glad to hear that after a good night's rest they would both be fine so they helped them each to their rooms.

And Bumblebee made sure the stasis pod was locked tight and that Lockdown wasn't going anywhere.

* * *

Meanwhile on Cybertron Knock Out had gotten separated from the rest of the group when they had gone through a crowd and he had gotten lost in the confusion.

He was currently passing through an alley when a bot who he recognized as Bonecrusher blocked his path and Hook was standing next to him they were both Constructicons and Knock Out didn't want to deal with them right now and started to back track only to find Mix Master and Scrapper standing behind him cutting off his escape.

"What do you want?" Asked Knock Out realizing the Constructicons weren't going to let him leave and that this had been an ambush.

"We hard a rumor that a certain Decepticon medic turned Autobot." Said Bonecrusher.

"I don't want any trouble I just want to pass through here." Knock Out whimpered now frightened.

"Sorry but we have a way of dealing with traitors." Mix Master hissed. As he and the other Constructicons closed in on the red sports car.

Knock Out tried to defend himself but before he could even begin to fight back they already had him down beating the scrap out of him. He felt one punch and kick after another and was slammed against the walls several times. Then pounded into the ground and stomped on.

Then all he could do was lay there and look up at them when one of them shot him with their blaster he couldn't tell which because everything was to fuzzy out of focus then everything went black and the Constructicons left him laying there alone and badly injured.

 **To Be Continued.**

 **"Sorry it took so long to update hard time in RL and I'll leave it at that." "I'll try to have the next chapter up soon." "Please let me know if I missed any spelling mistakes."**


	4. Chapter 4 Devastation

Chapter 4 Devastation.

Ratchet, Arcee, Megatron and Windblade had just gotten through the crowd they had walked into and realized Knock Out was no longer with them. Then deicide to backtrack to find the red medic.

Then Ratchet tried to call his com-link but wasn't getting an answer.

"Where do you think he could have gone?" Asked Windblade.

"I don't know." "Wherever he is he's not answering his com-link and I can't get a fix on his signal." Ratchet explained. "Something must be wrong I'll keep trying to contact him."

"Let's Split up we'll cover more ground that way." Said Arcee.

Then they all scattered in search of the Austin Marten.

* * *

Meanwhile Knock Out was still laying in the alley and was painfully starting to regain consciousness. He open his optics and recalled what had just happened and tried to move but was in to much pain.

He was covered in dents and scratches and his entire frame hurt then he notice the wound on his shoulder from when one of the Constructicons shot him was leaking a large amount of energon.

"No no no!" Knock Out moaned in pain and was now frightened. "No please no this can't be happing!" He continued to groan in pain now panic stricken.

He knew he was going to die there if someone didn't find him soon. He couldn't get up and was losing energon fast and would bleed out if he didn't get help.

Then he heard his com-link beeping and answered it.

"Knock Out can you hear me?" Ratchet asked over the com-link.

"Ratchet!" Knock Out moaned over the com-link.

"Knock Out you sound horrible what happened?" Asked Ratchet now concerned noticing the distress in Knock Out's voice.

"The Constructicons attack me!" "One of them shot me!" Knock Out explained weakly and Ratchet could tell he was in shock and a large amount of pain.

"Knock Out try to calm down and tell me where you are so I can come help." Ratchet told him having already transformed to his ambulance mode.

"I'm in an alley somewhere..." Knock Out told him then trailed off.

"Knock Out are you OK?" Ratchet asked worried after the red mech went quite.

"I'm really tired and it hurts so bad." Knock Out moaned.

"You have to stay awake Knock Out you can't pass out OK." Ratchet told him. "I've got a fix on your signal and I'm on my way just hold on."

"OK I'll try please hurry." Knock Out almost whimpered.

Ratchet continued to talk to Knock Out trying to keep him calm and awake. But suddenly the cherry colored transformer went silent.

"Knock Out?" "Knock Out!" Ratchet yelled over the com-link but no answer. "Scrap!" He continued to drive to where Knock Out's signal was but it was getting faint.

Ratchet called the others and gave them the cornets. Then he reached the alley and found Knock Out who had gone unconscious having lost a huge amount of energon.

Ratchet saw how bad the damage was then got to work trying to save him hoping he hadn't found him to late. And was relieved to see he was still alive but just barley.

Then Arcee, Megatron, and Windblade arrived on the scene.

"Will he be OK?" Asked Windblade.

"I don't know yet he needs medical attention and fast we have to take him to the hospital!" Ratchet explained as they rushed Knock Out to the nearest one and wasted no time getting there.

Two Autobots who were friends of Ratchet name First Aid and Red Alert were there and they took Knock Out back right away and Ratchet went back to help as well then the three medic's got to work.

* * *

Meanwhile Arcee, Windblade and Megatron all stayed in the waiting room. And Arcee called the scrapyard and explained what happened. Then Starscream who went through the space bridge after hearing Knock Out was in the hospital got there not to long after.

"How is he?" Asked Starscream.

"We don't know yet." Said Arcee.

Then Megatron walked over and told Starscream to come outside with him and asked Arcee and Windblade to call them when Knock Out was out of surgery.

"Why are we leaving the hospital?" Asked Starscream once the two mechs were outside.

"We're going after the Constructicons to ask them why they did this to Knock Out and make them pay for it." Megatron told the seeker.

"Count me in." Starscream replied.

* * *

Megatron and Starscream went to Macadams oil house where the Constructicon where known to hang out. And saw them setting at a table the whole bar went silent once Megatron and Starscream walked in.

And the two former Decepticons went straight to the Constructicon's table.

"I heard you beat up Knock Out." Said Megatron. "Why?"

"We were paid to by Cyclonus he wanted us to scrap one of Bumblebee's team to send the Autobots a message that he hasn't forgotten how Bumblebee and his team took Cybertron from them." Scrapper explained.

"Which one of you shot him?" Asked Starscream.

"Bonecrusher." Mixmaster told them. "After me and Scrapper beat him half to death Hook just watched."

"And Long Hall and I weren't there we missed all the fun." Said Scavenger.

"This is for Knock Out!" Yelled Starscream as he shot one of his missiles right into Bonecrusher's face then ran to the otherside of the bar when all six Constructicon attacked Megatron who was fighting all of them.

Starscream went up to the bar and order a cube of energon and casually sat there and drank it as Megatron continued to fight the Constructicon and several other Decepticons and a few other bots who joined in the fight.

"So how's your day going?" Starscream asked as he made small talk with the bartender. Then he looked and saw Megatron pick up Mixmaster by the neck and tossed him across the room.

"Ooh I've been on the receiving end of that move before very nasty and not fun." Starscream told the bartender who just continued to stand there in shock.

"Constructicon combined and from Devastator!" Yelled Scrapper.

"On no their combining I better go help." Said Starscream who finished his energon then went back in to the fray and left the mech he had just spoken to wondering what just happened.

* * *

Later Starscream and Megatron returned to the hospital after they'd somehow managed to beat Devastator. And the Constructicons retreated.

"Good news Ratchet came out just a few minutes ago and said Knock Out is going be fine he's awake and talking and after some rest he'll make a full recov-ery." Said Windblade who had just notice Starscream and Megatron were both covered in dents and scratches. "What happened to you two?"

"Do we even want to know?" Asked Arcee.

"Probably not but I'll tell you anyway." Starscream said before telling them what happened.

* * *

"You guys did what?" Asked Knock Out who was in a medical berth after they told him what happened. "Wow you two took on a combiner to get pay back for me."

"Hey we're part of the same team and you've been like a brother to me since the war your family." Starscream told Knock Out.

"Well thanks." Knock Out told them. "Hope you kicked their tailpipes after what they did to my finish."

"You and your paint job." "We'll finish looking for that former Decepticon and asked him about the DJD tomorrow because Knock Out needs to rest tonight then he'll be A-OK back to normal." Ratchet explained.

"I think we could all use some rest and I'll take a look at and fix those dents and scratches for you two." Ratchet offered Megatron and Starscream.

"OK sounds great." Starscream answered him.

"I'll catch up after I talk to Knock Out about something." Megatron told them.

After they had left the room and it was just him and Knock Out Megatron asked him about the tests he ran on him.

"I looked at the results of the test before we went through the space bridge and they don't look good." Knock Out told him.

 **To Be Continued.**

 **"There you have it chapter 4." "I found out I massed up on one of the Constructicons names in the last chapter but I fixed it so for those of you who read the last chapter before I updated it I change Dirt Boss to Bonecrusher." "I'll try to get the next chapter up soon hope your all enjoying it so far." "Please let me know if I missed any spelling mistakes."**


	5. Chapter 5 Secrets And Lies

Chapter 5 Secrets And Lies.

After Megatron left Knock Out's room he went and had his damage from the fight he and Starscream had with the Constructicons repaired by Ratchet.

"So what did you have to speak with Knock Out about?" asked Ratchet.

"Nothing." Megatron replied.

"If it was nothing why did you wait to be alone with him?" Ratchet continued to question the sliver mech.

"It's nothing I wish to discuss." Megatron told the medic.

"Flame Shadow told me she saw Knock Out run several tests on Megatron." Starscream spoke up having just walked in and over heard the two talking. "What are you hiding from us Megatron?"

"What kind of tests?" asked Ratchet. "What are you not telling us?"

"OK I've been having trouble transforming lately and I've been having pains in my spark." Megatron explained. "That's why I had Knock Out run those tests on me."

"So what are the results?" asked Starscream.

"Not good when Unicron took over my body it damaged my spark and as a result my other systems are weakening that's why it's been harder for me to transform." Megatron told them.

"That's why you had a hard time fighting Flame Shadow when we ran into you two a few days back and why you couldn't beat Lockdown without help." said Starscream. "And I saw that you were struggling a lot when we faced the combiner yesterday."

"Yes Knock Out says so far I've been lucky because one good hit to my spark chamber and I'm done for." Megatron explained. "My next fight could very well be my last."

"Then we can't let you go into battle any more from now on your on mission control." Ratchet told him.

"No I have to help stop the DJD their my responsibility." Megatron protested.

"You well help bring down the DJD but from the sidelines." Ratchet explained. "Because we don't want this fight to be your last."

"OK." Megatron agreed reluctantly.

"Oh how the mighty have fallen." They all suddenly heard a voice say from behind them and turned to see Arachnid standing there.

"What are you doing here?" yelled Arcee who came running down the hall after seeing the spider.

"Believe it or not I'm on you side." Arachnid quipped. "The former con you came to meet is me."

"I'm not an Autobot but I'm not a Decepticon any more ether." Arachnid explained. "After Starscream and Knock Out's failed experiment with dark and synthetic energon I was changed into a Terrorcon till Shockwave found and cured me."

"So what happed to Shockwave?" asked Megatron.

"The DJD got to him and now they want me." Arachnid told them. "I want to help you take them down so they don't came after me.

"Your not joining us after what you did to Tailgate the DJD can have you." hissed Arcee.

"You can come with us." said Ratchet.

"Ratchet have you lost it inviting Arachnid to our base." growled Arcee.

"The empty one she's not going anywhere near the humans till we know she's truly changed." Ratchet explained. "But she may have info about the DJD that could be useful to us."

"And if she is trying to change for the better let's not refuse her a second chance." Megatron added.

"OK but I'm not teaming up with you." Arcee told Arachnid.

* * *

Later they all went to the old base at unit E that they had been fixing up not wanting to bring Arachnid anywhere near the scrapyard until they knew if she could be trusted.

Knock Out was now off bed rest and feeling much better. But had the exact same reaction as Arcee when they told him about Arachnid. He didn't like having the one who killed his best friend on the same side as him.

Unfortunately he and Arcee were the two who had to stay in unit E with her along with Starscream and Flame Shadow who they called there from the scrapyard because she hadn't been to the first Autobot base yet.

They all stayed at the base while the rest of the team went to Cybertron to see if the spider's story checked out.

Flame Shadow was looking around the base and a thought suddenly came to Starscream.

"Flame Shadow I just realized you don't have an Earth based vehicle mode yet." Starscream told her.

"I haven't gotten a chance to scan one yet." she explained.

"We can handle things here you and Starscream can go and look for your vehicle mode." Knock Out told Flame Shadow.

"OK but call us if anything gose wrong." Starscream told him. Then the two seekers flew off together.

Then Knock Out went back inside and found Arachnid all by herself apparently Arcee had gone for a drive.

"Oh great everyone leave me along with the spider psycho why don't you." Knock Out thought to himself.

"Hey I just want to say I'm sorry about killing Breakdown he and Dreadwing had been ordered to kill me so it was in self defense." Arachnid told Knock Out who stayed silent not wanting to talk to her at all.

"And for the record I liked Breakdown and it pained me to kill him." she added.

"Just shut up you don't get to talk about him!" Knock Out snapped at her having had enough.

"I'm sorry." She said to him.

"I want to forgive you but Breakdown was like a brother to me." Knock Out answered almost in tears.

"I'm not sorry about that I'm sorry about this." Arachnid growled as she suddenly struck Knock Out across the helm from behind before he had time to react and the next thing he knew everything went black.

Then Arachnid went to the control room and put the base on lockdown.

"Now the only thing to do is wait." Arachnid said to herself.

 **To Be Continued.**

 **"Hope you enjoy this evil cliffhanger and I'm sorry if this chapter is short but it's really just setting up the next one which I'll try to get up soon." "if it's a little sloppy it's because I have a new tablet and haven't fully gotten the hang of it yet." "So if there are any spelling mistakes please let me know."**


	6. Chapter 6 A Tangled Web

Chapter 6 A Tangled Web.

Knock Out came to a little while later and realized he was bound by webs and saw Arachnid standing there with her back turned to him.

He felt more angry then afraid and tried to yell at her but she had put webs over his mouth to serve as a gag so all his cries were muffled.

"Oh your awake sorry I had to knock you out." Arachnid mocked. "I can't believe you all fell for that turning over a new leaf ploy." "Shockwave really did cure me of the Terrorcon virus but he was the one who actually wanted to contact your team the DJD really was after us."

"Well they won't be able to get Shockwave now but they will be coming after me." The Spider continued. "That's why I needed to takeover the Autobot's original Earth base it has everything I need to defend myself against the DJD."

Knock Out continued to struggle against the webs as he let out more muffled screams.

"Oh and I lied to you earlier I didn't kill Breakdown in self defense I killed him because it tickled me I could have left him webbed there but killing him was much more amusing." She told him coldly. "And I enjoyed every moment of it."

After hearing that Knock Out started struggling harder and was now crying coolant tears of rage.

Arachnid came up to him and could see the anger in his optics. Then she use her acid to burn a mark across his cheek then stabbed one of her legs into the still healing wound where he'd been shot earlier. Making him cry out in pain through the webs that were over his mouth.

"Don't worry I'm not going to kill you yet I'm going to let you watch me kill the other members of your team one by one the same way I killed Breakdown and then I'll kill you right before I kill Arcee because I've already reserved her for last." Arachnid hissed then she hit Knock Out over the helm rendering him unconscious for the second time that night.

* * *

Meanwhile Starscream was helping Flame Shadow choose an alt mode but she was having trouble finding one that she liked.

"I know why don't you scan mine?" Starscream suggested.

"OK I'll try it." She agreed. Then Scanned Starscream's jet mode. And transformed into a black version of it with a red, yellow and Orange flame pattern on the wings.

"You look great in that from." Starscream told her.

"Thanks wanna see who can fly faster in it?" Flame Shadow replied.

"Your on." Starscream answered playfully accepting the challenge. Then the two seekers raced in their jet modes. Then they landed on some cliffs near the ocean after deciding the race had been a tie.

They both looked out at the sea and saw there was a full moon and stars that looked really pretty reflecting off the water.

"You know for the former second in command of the Decepticons your a really great guy." Flame Shadow said to Starscream.

"Thanks but I don't think you'd think so if you had known me during the war." Starscream told her and hung his head feeling bad about all the pain he'd caused as a Decepticon.

"I don't care who you were then I didn't know you during the war but your a good mech now." Flame Shadow reassured him.

"So what was it like for you before and during the war?" Starscream asked her. "I know you had a boy friend what was he like?"

"Well we were both outliers so we were often shunned and sometimes attack for it the other cybertronians treated us like freaks." "I had my inviability power and he could render any non sentinant machinery inoperative just by touching it his name was Glitch." Flame Shadow explained.

"The first time we saw each other he saved me." "I was being attack by some bots who didn't like me for being an outlier and he made their weapons short out and we escaped." She continued.

"Wow sounds like a nice mech." Starscream told her.

"He was we used to listen to music together but his power got stronger to the point where he could short out machines without even having to be near them." "That's when the Decepticons asked him to join them and he accepted but then I got word that the DJD killed him." Flame Shadow finished.

"That's so sad." Starscream said feeling bad for her. "I want to help you take down the DJD to get justice for Glitch."

"Your sweet." Flame Shadow told him.

Then they went to walk on the beach and suddenly ran into Arcee.

"What are you doing here?" They all asked each other at once.

"I didn't want to be anywhere near Arachnid and thought you guys would handle things back at base so I came here." Arcee explained.

"Flame Shadow hadn't chosen an Earth based vehicle mode yet so I was helping her find one and we assumed you and Knock Out had things under control." Starscream told her.

"Oh no we left Knock Out alone with Arachnid." Flame Shadow pointed out.

Just then there com-links went off. And they all answered them and it was Bumblebee on the other end.

"Hey guys bad news Arachnid was playing us." Bumblebee explained to them. "We found Shockwave's lab and unfortunately we also found Shockwave and Arachnid told the truth about him being killed only it wasn't by the DJD Ratchet examined his body and it was Arachnid's handy work that killed Shockwave." "Wait way isn't Knock Out answering I called him too."

The other explained that they had accidentally left him alone at base with Arachnid. Then everyone rushed back knowing the red medic was in serious trouble.

* * *

When they got there they found the base in lockdown and Bumblebee, Strongarm and Sideswipe who had also come to help while the others were still exploring Shockwave's lab on Cybertron.

"She must have shut down the ground bridge and space bridge because we had to use the one at the scrapyard to get here." Sideswipe explained.

"We need to find a way inside to help Knock Out but the whole place is on lockdown." Bumblebee told the others.

"Well if we can't find one we'll have to make one we can fix the damage later right now every second counts if we want to save Knock Out." Said Starscream who blasted a hole in the wall with his missiles. The others agreed they couldn't waste any time and followed the seeker in through the hole he'd just made.

The power had been turned off so the whole place was dark and there were webs everywhere. Then Arachnid suddenly appeared in front of them.

"Well how do you like what I've done with the place?" Arachnid mocked them.

"Where's Knock Out?" Yelled Starscream.

"Oh he's hanging around somewhere though I fear I may have given him a breakdown." She said darkly.

"If you've hurt him." Arcee growled.

"You'll what?" Arachnid hissed at her. Then shot webs at them which everyone managed to dodge except for Strongarm who was now stuck hanging upside down. Then Arachnid took off down the hall and everyone ran after her.

Now Sideswipe was the only one left with Strongarm. And she saw him look where the others had just run off.

"No Sideswipe don't you dare leave me hanging here!" Strongarm told him. But Sideswipe just gave her a smile before taking off after the others.

"Sideswipe come back here!" Strongarm yelled after him. "Hey get me down from here!" "I'm not gonna forget this!"

* * *

Meanwhile the others were trying to figure out where Arachnid went. And split up by mistake. Bumblebee and Sideswipe ended up going one way. While Starscream and Flame Shadow went another and Arcee ended up going another way on her own.

Flame Shadow realized she couldn't use her flamethrower here because there were webs everywhere that would catch on fire and she might end up burning the whole base down.

So she decided to go inviable because it was so dark it wouldn't make a difference to her side but if Arachnid couldn't see her she might be able to use that against the spider femme. So she used her power this was to good a plan not to try.

But unfortunately Flame Shadow didn't count on stepping on one of Arachnid's webs. And the next thing she knew she was webbed to the wall because Arachnid had felt the vibrations in the webs and found where she was standing. Knowing her invisibility would be useless now Flame Shadow made herself visible.

"Nice disappearing act you've got there." Arachnid teased her victim. "I must say I didn't know you had a girl friend Starscream she's pretty but she won't be when I'm done with her."

"Leave her along!" Starscream shouted at Arachnid who he shot with one of his missiles being careful not to hit Flame Shadow. But causing the spider to flee as he ran after her now angry.

Flame Shadow knew Starscream was being baited into a trap and was now struggling to free herself so she could help him.

* * *

Meanwhile Arcee found where Knock Out was webbed to the celling unconscious.

"Knock Out." She whispered as she gently tried to wake him.

"By the Allspark why are you flying?" "You just had wing surgery?" Knock Out said still unconscious and apparently dreaming.

"Knock Out!" Arcee tried again this time waking him up.

"Arcee Arachnid tricked us she webbed me up here and she wants to kill the whole team." Knock Out explained as Arcee got him free.

"I know we need to stop her before she hurts anyone else." Arcee told him. "What did she do?" She then asked seeing where Knock Out had been burned across the cheek with Arachnid's acid and where his wound had been stabbed by her leg.

"Nothing that can't be repaired." Knock Out said putting a servo on his wound. "I'm going to make her pay for what she did to Breakdown!" Then Knock Out ran off to find Arachnid before Arcee could stop him. And she took off after him hoping to stop the Austin Martin from getting himself killed.

As she ran she could hear him fighting someone and Arcee rushed into the room Knock Out had gone in and turned on the lights to see Knock Out who had Starscream pinned to the wall with his drill just inches from the seekers helm.

"Starscream?" Knock Out said surprised to see the flyer.

"Knock Out why are you trying to scrap me?" Starscream asked confused.

"Sorry about that buddy it was dark and I thought you were Arachnid." Knock Out apologized. "I wanted to make her pay for killing my best friend."

"I know how you feel Knock Out she also killed Tailgate." Arcee told him. "But I've learned revenge isn't the answer."

"Yeah seeking revenge almost made me scrap Starscream." Knock Out replied. "And I need to fix my poor finish anyway."

"For your information I was winning." Starscream told them.

"Then why were you the one pinned against the wall?" Asked Arcee. And Starscream just growled in response.

Just then Arachnid showed up and started fighting the three of them. At one point she started to stab Arcee with one of her legs but Knock Out used his saw to chop it off.

"That was for Breakdown." He hissed.

Then Arachnid webbed him to the wall. "Time for you to join him in the Allsprak!" She growled at him preparing to kill the red sports car. Only to be kicked in the faceplates by Arcee. "Not today that was for Tailgate!" Arcee bellowed.

But Arachnid webbed her to the wall as well. "Now which of you do I kill first?" Said Arachnid glancing from one of her victims to the other.

"Neither!" Yelled Starscream who attacked Arachnid from behind. But ended up being grabbed by her and dragged underground as she tunneled.

Flame Shadow had freed herself and had just gotten there in time to see Arachnid pull Starscream underground. And rushed into the tunnel after them while Arcee and Knock Out were still trying to get free.

Flame Shadow made it to where Arachnid and Starscream were and saw Arachnid had Starscream pinned against the bottom of the tunnel unconscious about to finish him off.

Then something inside her snapped and she used her flamethrower on Arachnid there was nothing to catch on fire underground so she shot Arachnid at full blast.

Arachnid was now on fire and panicking and had no choice but to flee. So she tunneled outside and away from the base. And a few moments later Arcee and Knock Out were freed after Bumblebee, Sideswipe and Strongarm (who Bumblebee had insisted Sideswipe to go back for and let down.) found them and cut them both loose.

Then they went into the tunnel to help both seekers and found Flame Shadow trying to revive Starscream and on the verge of tears. When much to everyone's relief the seeker opened his optics.

"That really hurt." Starscream groaned.

"I'm so glad your OK for a minute I thought she killed you." Flame Shadow said as she through her arms around him and he held her while she cried.

Then Strongarm suddenly punched Sideswipe. "That was for leaving me hanging!" She scolded him.

"OK I'm sorry it was just a joke." He told her. And everyone couldn't help but laugh.

* * *

Meanwhile Arachnid had just come out from under ground several miles away. "Those burns really hurt." She complained.

"I can only imaging injuries like that would." A voice said in response. And Arachnid could hear music playing.

"Oh no!" She screamed realizing who it was.

"But don't worry your pain is just beginning the DJD will make sure of it." Said Tarn the Leader of the DJD and the other members were there with him.

Then the only sounds that could be heard were Arachnid's screams.

 **To Be Continued.**

 **"So the DJD finally makes their first appearance in the story." "Hope you liked my latest chapter." "I'll try to get the next one done soon." "Please let me know if I missed any spelling errors."**


	7. Chapter 7 Old Flame

Chapter 7 Old Flame.

The next day the team was cleaning up the base after Arachnid had left webs everywhere and Ratchet had fixed the damage the spider femme had done to both Starscream and Knock Out and luckily both transformers were going to be fine and had only suffered minor damage.

And the rest of the team had gotten back from Cybertron and brought Shockwave's body which Knock Out and Ratchet did an autopsy on and found that he had indeed been killed by Arachnid the same way she killed Breakdown. Because his body was in pieces and had webs on it.

And the team was currently trying to decide what to do if Arachnid came back as well as what to do about the DJD.

Except for Starscream and Flame Shadow who had gone out for a flight. The two seekers needed a break after fighting Arachnid the night before. So they flew around in their jet modes for awhile then landed in a sunflower field.

"This planet sure is beautiful." Said Flame Shadow gazing at the golden flowers that could be seen for miles.

"I actually didn't like this planet for a long time after the war but I have to admit it has it's charms." Starscream told her. "But I went through some bad stuff the first time I was here so it could just be a matter of prospective."

Then the two of them saw some deer running a male and a female apparently the two were mates and the two seekers watched them play for several minutes but the deer two happy lovers brought back some memories for Flame Shadow.

* * *

(Flashback begins.)

Flame Shadow and Glitch were in an abandoned home they'd found. This was during war times so the streets were unsafe specially for outliers because both sides were looking for recruits and if the Decepticons found them they would force them on their side.

And outliers having special powers would make them more valuable as warriors and Shockwave was known to experiment on outliers to find out how their powers worked and how they could be improved. So if you were an outlier on the Decepticon side you would die in combat or on a lab table ether way was a death sentence. So capture was not an option.

Flame Shadow and Glitch were hiding in the old house they found and were safe at the moment so they were just relaxing and singing together. But unfortunately the music they were playing was a bit to loud and it got the attention of some Decepticons outside.

And Glitch and Flame Shadow heard them coming and turned off the music but to late they had heard them and were at the door banging to get in.

"No what do we do we're not fighters and we'll never be able to out run them." Cried Flame Shadow who was frightened and on the verge of tears.

"Flame Shadow you need to go invisible and get out of her I'll hold them off just go hide and no matter what happens don't come back for me I want you to promise me that." Glitch said to her.

"OK." she agreed reluctantly then obeyed and turned inviable then made her escape not wanting to go against glitch's last request of her. Right before leaving through the window she saw Dreadwing and Sky Quake bust in through the door.

Glitch put up a good fight but was overpowered and taken away in the end and that was the last time Flame Shadow saw him.

She had been determined to find him and rescue him from the Decepticons and had gotten combat training and had her arm cannon modified into her flamethrower. Anything that might help save Glitch.

And at one point she had gotten inside a Decepticon base and thought she was going to find him at last but it didn't turn out that way. Instead she found a mech who told her Glitch no longer existed and had been lost to the DJD and she knew it meant he had been killed. And she'd never see him again.

(Flashback ends.)

* * *

Flame Shadow snapped back to the present and noticed Starscream wasn't standing next to her anymore and got worried and ran off to look for him.

"Starscream!" "Where are you please answer me!" She shouted as she continued to call his name.

"What is it what's happened?" Said Starscream who suddenly reappeared behind her.

"I was worried when you suddenly disappeared." Flame Shadow explained. "Where were you?"

"Oh I'm sorry I didn't mean to scare you I got you something." Starscream answered her. Then handed her some sunflowers he picked for her.

"Thank you their lovely." Flame Shadow told him.

"Your welcome." He replied.

Just then their com-links went off and they both answered. It was Bumblebee calling them back to base. So they hurried back.

* * *

After they got there they asked what was going on.

"We found Arachnid's body looks like the DJD got to her." Ratchet explained. "We can tell from the body she was tortured to death."

"Looks like everyone of them took a turn with her." Added Megatron who was also there. "Not even she deserved this." He said looking at the state of the spider femme's frame or at least what remained of it.

"Oh scrap if the DJD killed her that means their somewhere on Earth." Starscream said sounding worried.

"We need to be careful their nothing to mess with." Flame Shadow told them. Secretly worried about her friends and not wanting any of them to end up like Glitch.

"Don't worry we'll be ready to deal with them and we'll be extra careful." Bumblebee explained.

"But we have a more pressing matter to deal with now." Said Optimus Prime who had just walked in with Knock Out who had a worried expression on his face and looked like he was going to be sick.

"We just got a transmission from Override and she told us Velocitron's sun is finally about to give out and is going to burn up everything on the planet when it does." Knock Out explained and looked like he might cry.

"Of course your from Velocitron so a lot of your friends and family are there." Starscream pointed out realizing why Knock Out was so upset. "You must be worried sick about all of them that's your home."

"No this is my home now with the Autobots but I'm worried about my friends and family on Velocitron." Knock Out told them.

"We are going to help them with the evacuation and all of them will be welcome on Cybertron." Optimus explained. "As Autobots we will not turn our backs on those in need."

"Thank you." Said Knock Out.

"Hey your one of us we're gonna do everything we can to help you save your home colony." Arcee told him.

Knock Out was so touched he was speechless. He was glad to be part of a team who was willing to help not just him but everyone on the speed planet as well.

"What are we standing around here for we have a planet's worth of bots to save." Said Sideswipe.

And with that they all went to get ready to help the people of Velocitron evacuate to Cybertron.

 **To Be Continued.**

 **"Sorry it took so long to update a lot's going on in RL." "Now you know a little about Flame Shadow's back story." "The next chapter will be the evaluation on Velocitron and I'll try to have it up soon." "Please let me know if I missed any spelling errors."**


	8. Chapter 8 Crisis on Velocitron

Chapter 8 Crisis on Velocitron.

The team went through the space bridge and came out on Velocitron. Ratchet, Megatron and Fixit stayed at the scrapyard to be ready in case of an emergency.

They had given everyone on the team portable space bridges they'd invented that worked the same way Starscream's ground bridge remote that he'd used when he went rogue during the war had. So if they ran into trouble they could bridge back but it would only work once then short out.

Ratchet, Knock Out and Fixit had invented them but hadn't worked out all the bugs yet so they all secretly hoped they wouldn't have to use them. Right now they were all focused on getting everyone on the speed planet to safety.

"So this is where your from." Sideswipe said to Knock Out. "Nice."

"To bad it's about to be destroyed there are some nice race tracks here." Added Blurr.

"Hey Blurr what are you doing here?" Asked Sideswipe.

"I wanted to help with the evacuation because I'm from Velocitron too and Heatwave said I could help your team because the other Rescue Bots were busy on Griffin Rock." Blurr explained and showed them that Ratchet and Fixit had given him a portable space bridge as well.

"Well thanks we can use all the help we can get." Bumblebee told him.

Just then two of the Velocitronians drove over to greet them and Knock Out went over and met them and they could tell the three knew each other. They were both femmes one was white and red and the other was light teal.

"Everyone this is Velocitron's leader Override." Knock Out explained as he pointed to the white and red femme. "And this is Moonracer we've been friends since we were sparklings." He added pointing to the light teal femme as he introduced them to the team.

"Thanks for helping us evacuate the planet." Override told Optimus.

"We will not turn our backs on one of Cybertron's colonies or any planet in it's time of need." The Prime answered.

"Hi Knock Out long time no see." Said Moonracer.

"Yeah nice to see you again." Knock Out answered his old childhood friend. And then the team decided to stop chatting and get the evacuation underway.

* * *

Optimus, Bumblebee and Override lead the Velocitronians to where they had the space bridge open and were helping them get through it.

While Starscream, Windblade and Flame Shadow were flying around in their jet modes to see what was going on and report to the others if they saw something wrong.

And Knock Out, Blurr and Sideswipe drove around to look for any stragglers so they could help them to safety. And everyone else did their best to keep the evacuating bots calm and make sure they didn't go in to a panic.

Everything was going smoothly until three of the Velocitronians started fighting over which of them was going through the space bridge first. And weren't even paying attention to anyone else.

"Those three are holding up the evacuation we need to get them to stop fighting and just go to safety." Strongarm pointed out.

"Those are the resident trouble makers Ransack, Crumblezone and Dirt Boss." Moonracer explained.

"Just leave it to me." Knock Out told them then called Ratchet on his com-link. "Ratchet I need your help we've hit a little hiccup in the evacuation and here's my plan." Then they saw Knock Out smile and hang up. Then go ask Bulkhead and Grimlock for something.

"Now what could he be planning?" Thought Bumblebee.

Then Ratchet suddenly ran through the space bridge and used a circuit booster on Dirt Boss from behind and at the same time Knock Out ran over and zapped Ransack then Crumblezone with his energon probe at lightning speed and before they knew what hit them all three mechs were on the ground out cold.

"Now get them through the space bridge." Said Knock Out. Then Bulkhead picked up Dirt Boss and Grimlock carried Crumblezone who were both good sized mechs who transformed into monster trucks and Ratchet carried Ransack the smallest of the three who transformed into a motorcycle.

"Nice job guys that was a good plan Knock Out." Blurr told him.

"He had to use a similar trick whenever Breakdown had to be vaccinated during the war." Explained Starscream who had just landed to see what had been going on. "He may have been strong but Breakdown was terrified of needles so Knock Out had to be sneaky." Starscream finished winning chuckles from everyone in hearing range. Then they all got back to work.

The evacuation was going more smoothly now that no one was holding up the line. Then Knock Out spotted a femme who looked frantic and had a sparkling in her arms that looked like it was only a few days old.

"What's the trouble?" He asked her.

"One of my sparklings is missing my older son just learned to walk and while I was tending to the baby I think he wondered off." She explained.

"Don't worry I'll find him." Knock Out told her after she gave him the sparklings description then he drove off to look for the child.

* * *

Meanwhile Starscream, Flame Shadow and Windblade had to land because as Velocitron's sun was getting closer to going Nova the sky had became to dangerous because fire balls were starting to fall from it.

So they were relieved when the last Velocitronian went through the space bridge and the team followed them off the planet and not a moment to soon because some flames actually shot through the space bridge before it close. But luckily they were easy to put out and no one was hurt.

But then Sideswipe and Blurr came over to Bumblebee wondering where Knock Out was.

"Wasn't he with you guys?" Asked Bumblebee now alarmed. And they both shook their head's.

"I heard he went back to look for a sparkling." Said Strongarm.

"Maybe he used the portable space bridge and is at the scrapyard." Bumblebee told them hoping that was the case.

"I'll find out." Strongarm said to them then called the scrapyard on her com-link and Megatron answered it. "Megatron I need to know did Knock Out bridge there with a sparkling?"

Strongarm's face suddenly turned grim. "No?" "OK" she said sadly.

"No." Bumblebee saw Moonracer whisper as a coolant tear rolled down her faceplate. And the sparkling's mother broke down sobbing.

"I can't believe Knock Out's gone." Said Sideswipe.

Meanwhile Starscream had walked to where the space bridge had been and fell to his knees and punch his servos to the ground as his wings dropped Flame Shadow ran to his side and placed a hand on his back as he stayed there with coolant tears flowing from his optics. Having just lost his best friend.

"I'm sorry." Flame Shadow told the seeker trying to comfort him.

Just then Windblade's com-link went off.

"Hello oh Mistress of Flame how can I help you?" She asked sounding surprised to be hearing from her home colony Camanus. "What oh that's great we'll use the space bridge to pick them up." Windblade said over the com-link now smiling.

"Guys great news Knock Out made it to safety after all he bridge to Camanus instead of the scrapyard." Windblade explained. "He's there with the sparkling waiting for a ride home." Everyone was happy to hear that Knock Out and the sparkling were both alive and well. And took the space bridge to pick them up.

* * *

Then upon arriving on Camanus found the Mistress of Flame playing with the sparkling while another femme from Camanus named Velocity who was a medic was treating some burns Knock Out had obtained before bridging off of Velocitron.

"Knock Out are you OK?" "What happened to you anyway?" Asked Starscream. "And how in the Allspark did you end up on Camanus?"

"The wrong coronets were set." Knock Out explained. "And we had a close call."

Turned out a fire ball had almost hit the sparkling but Knock Out had tossed himself over it and used himself as a shield before bridging them to safety. And the Mistress of Flame was kind enough to contact the others for them and get Velocity to treat his injurys which luckily had been minor. And she had even kept the sparkling occupied.

They thanked them before going back to Cybertron and returning the sparkling to his mother.

"You take care and try not to wonder off anymore." Knock Out told the sparkling as he told him and his mother and sibling goodbye.

Suddenly Starscream walked over and punched Knock Out making the red medic fall backwards on to his butt.

"Hey what was that for?" Asked Knock Out.

"Don't ever scare us like that again." Starscream told him. Before he appeared to storm off to another part of the base but Knock Out and Flame Shadow saw a smile cross his faceplates.

"Nice to know you care." Said Knock Out.

Then they said goodbye to Blurr who had to go back to the Rescue Bots. But told them to call if they ever needed help.

Then after the day they just had the team went back to the scrapyard and were met by Ratchet, Fixit and Megatron. And the humans who were back from their camping trip who were all glad Knock Out was OK and Moonracer came with them deciding to join the team. And they all decided to rest before they went back to trying to stop the Decepticons and DJD.

 **To Be Continued.**

 **"Sorry this chapter took so long busy in RL." "Remember when I gave Bone Crusher the wrong name I actually had him and Drit Boss confused. XD." "I'll try to have the next chapter up soon." "Please let me know if I missed any spelling mistakes."**


	9. Chapter 9 Betrayal

Chapter 9 Betrayal.

The next day everyone was hanging around the base trying to figure out what to do about the Decepticons and DJD. And the humans had just finished showing Moonracer around the scrapyard and base. And she was now helping Knock Out and Ratchet clean the medbay.

"Wow so Knock Out and Moonracer have known each other since they were sparklings?" Said Miko to Jack, Raf and Russell.

"Yes apparently they go way back according to what Moonracer told me." Russell explained.

"Really?" Miko said with a smile on her face.

"Oh no I know that look your up to something aren't you?" Jack asked Miko nervously.

"Don't you see Doc Knock and Moonracer have been friends since they were kids and childhood friendships became grown up romances." Miko told them.

"Miko please just stay out of it." Jack slightly begged.

"Not a chance I'm gonna get those two to hook up." Miko exclaimed before running off.

"Did I just hear Miko say she's going to try to play matchmaker for Knock Out and Moonracer?" Asked Bulkhead who happened to be walking by.

"Yes I kind of feel sorry for what those two are about to go through." Jack replied.

"Well you know Miko once she gets an idea there's no talking her out of it." Added Bulkhead. Then they all laughed knowing what poor Knock Out and Moonracer were in for.

* * *

Meanwhile Flame Shadow had pick up on a distress signal when she had gone for a flight. So she went to help knowing someone could be in serious trouble.

But she was surprised by what she found instead. There waiting for her was none other then Tarn the leader of the DJD.

"I heard an outliner had joined the Autobots." Said Tarn.

"You must have a death wish luring me here." Flame Shadow hissed at him knowing Tarn was the leader of the DJD the group responsible for killing Glitch. "I'll make sure you suffer for all the bot's you've killed."

"Oh Flame Shadow don't be like that I want to ask you to join the DJD we could use someone like you in our ranks." Tarn told her.

"Never I'll never join you I'm not a monster like you and the other members of your team and I'm going to bring you to justice for everyone you've hurt." Flame Shadow growled at him. "And how do you know my name and why do you talk like you know me?"

"Because I've been looking for you." Tarn explained.

"You must be a glutton for punishment because I've vowed to wipe out you and the rest of the DJD." Flame Shadow told him angrily.

"Oh now is that anyway to talk to the bot you once promised to bond with?" Said Tarn as he did something she didn't expect and took his mask off to reveal his face.

"Glitch?" Flame Shadow said in shock at seeing the face of her former lover. "No this has to be a trick the Glitch I knew wasn't a killer."

"I was weak back then until Megatron made me the leader of the DJD and trained me to kill any trader of the Decepticon cause the more I killed the more I liked it." Tarn explained.

"No that's not the mech I fell in love with before the war that's not the bot who saved me on Cybertron." Flame Shadow told him now in tears.

"No I'm better then that mech ever was I'm stronger now and you can join us and we can bring back the Deception cause together." Tarn said to her.

"No your insane I can't believe I spent all this time trying to avenge you." "I won't join the DJD I'm an Autobot!" She hissed as coolant tears rolled down her faceplates. "I don't know what I ever saw in you!"

"Then I'll have to kill you like the DJD is going to kill all the Autobots." Tarn bellowed as he hit Flame Shadow hard across the face knocking the poor femme backwards then started over to the spot where she landed.

He pick her up by the neck and tossed her back to the ground. "You know they say I can talk a bot to death you see my voice has been made into a weapon so I can talk and it doesn't take long until I can coast a spark into giving up." Tarn said to the weak and now struggling seeker femme.

As Tarn continued to speak Flame Shadow realized what he said was true because she could feel her spark slowly starting to fade. When all of a sudden Tarn was shot by a missile and Starscream appeared out of seemingly nowhere and used his claws to scratch Tarn across the neck. He had pick up on the signal too and arrived in time to hear what was going on. Then he ran over and scooped up Flame Shadow while Tarn was detracted.

Tarn could still speck but when Starscream scratched his neck it had rendered his voice useless as a weapon. So the two seekers now had one less thing to worry about.

Starscream then ran into a thick wooded area with Flame Shadow in his arms and was relieved to see she was already starting to recover her strength.

"Flame Shadow can you walk?" He asked concerned.

"Yes." She answered.

"OK I need you to go invisible and get out of her Tarn is going to be coming after us and I'm going to hold him off so you can escape." Starscream told her.

"No I'm not leaving you to face him alone." Flame Shadow started to protest.

"Please Flame Shadow I need you to get to safety I'll be OK as long as I know your safe." He said to her. "Call the others and tell them what's going on."

"I love you." She told him before she reluctantly obeyed and went invisible.

"I love you too." Starscream said after she disappeared from his sight and he knew she was going to safety and he went back to face Tarn hoping he could buy her time to escape.

* * *

Meanwhile back at base Knock Out was leaving the medbay for his break when Miko ran up to him.

"Knock Out bad news I just saw Sideswipe leave the storage room where you keep you paint and stuff I think he's planning to prank you dude." Miko told him.

"Oh no I have to stop his prank and save my finish!" Knock Out screamed right before he practically flew down the hallway to the storage room. But didn't see Miko smile.

Upon arriving in the storage room Knock Out ran into Moonracer who said Fixit had sent her to get some energon.

"This isn't where we keep the energon it's at the scrapyard." Knock Out explained.

"Fixit told me to come here." Moonracer told him.

"He knows this isn't where the energon is so why would he tell you it was hear?" Asked Knock Out.

"Why are you here?" Asked Moonracer.

"To stop Sideswipe from pulling a prank on me and messing up my paint job after Miko warned me." He explained. "Only I've noticed he's not here."

"That's strange because I saw Sideswipe arguing with Strongarm outside and there's no way he could get from here to there that fast." Moonracer explained.

"I think Miko is playing a joke on us both and Fixit is in on it." Knock Out told her. Then they started to leave the storage room only to find it locked. And then notice a table with energon cubes and cans of oil on it and glow sticks that were set up to look like candles. Then they both heard music playing from somewhere.

"By the Allspark what in the universe is going on here?" Asked Knock Out as he started trying to use his energon probe to get the door open to no avail.

"I haven't the slightest clue." Said an equally confused Moonracer.

Then they heard Grimlock outside the door.

"Hey Grimlock can you please get us out of here?" Asked Moonracer.

"It depends." The Dinobot answered.

"What do you mean it depends?" Asked Knock Out.

"Are you in love yet?" Grimlock asked.

"What?" Knock Out and Moonracer both said at once.

"Miko said you two were going in there to fall in love." Grimlock explained.

"Oh so that's it their trying to fix us up together." Said Knock Out now realizing what Miko and Fixit were up to.

"So what do we do?" Moonracer asked Knock Out.

"How about we humor them." Knock Out told her pointing at a camera that was there to keep an eye on the storage room but they knew Miko and Fixit were probably watching it to see how their plan played out.

"That camera only gets images not audio so lets play a joke on them and kiss." Moonracer suggested.

"It will be worth it to get back at them." Said Knock Out. "This is gonna be gross."

"I know right kissing your childhood friend it like kissing your sibling." Moonracer added. Nether of them really wanting to go through with the kiss.

"Let's just close our optics and get it over with quickly." Knock Out told her.

* * *

While this was going on Miko and Fixit were watching the camera feed on the console in the main room of the base.

"Oh their so cute together their gonna get married and have sparklings and have us to thank for it." Said Fixit who after reading some romance novels Jack's Mom gave him had become a bit of a hopeless romantic. "I just wish we could hear what their saying to each other."

"I hope they invite us to the wedding." Miko added. "I wonder if there are any sparks yet?"

"Oh sparks are flying all right." Said Jack who just walked in and got a look at the screen. "Knock Out just kiss the tip of his energon probe for some reason."

"Oh that's gotta hurt." Said Miko. Looking at Knock Out who was now stunned on the floor because since they both close their optics he somehow mistook his weapon for Moonracer.

"Better let them out and see if he's OK." Jack suggested.

"Yes lets." Added Fixit.

So they all ran to the storage room and opened the door to find Knock Out still on the floor.

"Dude how can you mistake a weapon for a bot?" Miko asked.

"Shocking right." Groaned Knock Out who was still laying on the ground. Then they took him to the medbay where Ratchet explained that the effects of Knock Out energon probe would wear off on it's own.

Then they told Ratchet how it happened.

"Miko I can't believe you would pull something like that." Said Ratchet. "Well actually I can but still I'm."

"Stunned just stunned." Knock Out finished for him holding up one hand. And everyone had to laugh now that it had sunk in just how funny the situation had been.

Then Miko apologized to Knock Out and Moonracer. Who both admitted that they thought it was kind of cute that she tried to get them together. And everyone had a good laugh about it.

* * *

Meanwhile Starscream had gone back to face Tarn now confident Flame Shadow was safe and determined to keep him away from her and from harming her anymore then he already had.

Starscream had backtracked hoping to get the upper hand by the element of surprise knowing Tarn thought the two seekers were fleeing and thinking that coming back and attacking would catch the DJD's leader off guard.

But Tarn suddenly jumped Starscream from behind grabbing him by the shoulders and slamming him into some trees.

After being taken off guard the seeker quickly got his wits back and blocked a punch from the leader of the DJD. Then somehow managed to get back on his feet and was now holding his own surprisingly well.

Starscream kept changing back and forth between his cybertronian and jet mode and managed to get in several hits from behind. But Tarn also managed to get in several hits and was physically stronger then Starscream as far as strength and brut force went Tarn seemed to be on the same level Megatron had been.

Tarn at one point manage to grab Starscream by the neck but Starscream fired his missiles at close range blasting Tarn away from him then the seeker quickly started to transform into his jet mode having used his missiles to not only blast Tarn off him but launch himself into the air a bit.

But Tarn quickly recovered and shot him down before he had finished transforming causing Starscream to crush hard into the ground.

Now feeling pain through his whole body Starscream was desperately struggling to get to his feet and into a standing position.

Then he saw that Tarn had already transformed into a tank he had scanned since arriving on Earth and was getting ready to shoot him. And poor Starscream was still struggling to stand up wanting to get out of the way but the seeker's body just wouldn't obey.

Then he closed his optics knowing this was it. But the blast never came and he could have sworn he'd heard Tarn fire.

Starscream opened his optics and saw energon on the ground in front of him but what happened next made his spark sink.

Flame Shadow who had stood in front of him while invisible turned visible again revealing a wound on the side of her chest before collapsing to the ground where she laid unmoving.

Now grief stricken Starscream manage to crawl over to where she was laying while Tarn had managed to escape. Starscream was now sobbing tears of both sadness and rage as he cradled Flame Shadow's body.

But then he felt something against his servo. At first he thought he imagined it but then he felt it again Flame Shadow's finger twitched she was still alive. But he could tell she was extremely weak and needed help now. Starscream quickly activated his com-link.

"This is Starscream I need a ground bridge now Flame Shadow's hurt she needs medical attention now!" He practically screamed in to his com-link.

Then after what seemed like forever to Starscream a ground bridge appeared and Ratchet and Knock Out both came out and Ratchet started taking care of Flame Shadow and Knock Out was about to treat Starscream's injuries when the seeker pushed him away.

"No help Ratchet tend to her first." Starscream yelled at him which came out more as a plea.

Knowing it would be useless to argue with him Knock Out obeyed. And they rushed Flame Shadow to the medbay.

Then several hours later after they had gotten Flame Shadow stable Starscream finally let them treat his wounds but only when he knew Flame Shadow was out of danger. And still refused to leave her side.

Ratchet and Knock Out did everything they could and explained that she was going to pull through but they didn't know if she would wake up again or if she'd be in a coma for the rest of her life.

Starscream was currently next to her berth where he had stayed all night.

"I promise I'll make Tarn pay for this." He told her before kissing her on the forehead. Vowing to make the leader of the DJD pay for hurting her.

 **To Be Continued.**

 **"Well another chapter done." "And I'll try to get the next one up soon hopefully sooner then I did this one." "And please let me know if I missed any spelling mistakes."**


	10. Chapter 10 Hostel

Chapter 10 Hostel.

The next day Megatron passed the room where Starscream was still next to Flame Shadow's berth.

The seeker had fallen into recharge and Megatron could tell he was worried about Flame Shadow because he hadn't left her side since she had been brought in the night before.

Megatron felt bad for him and responsible for Flame Shadow's condition. He had trained the DJD and made them into the monsters they now were. As far as he could see it this was all his fault.

"I'm sorry I just keep hurting you and everyone else I come into contact with." Megatron said to the still recharging seeker. Then left the two seekers and upon stepping into the hallway heard the alarm start to sound. So he rushed down the hall to the entrance of the base.

On arriving there he saw Optimus and Bumblebee who had also went to see what had triggered the alarm. And they were surprised when they were greeted by Cyberwarp, Steeljaw and Soundwave.

"What brings you here?" Bumblebee asked Cyberwarp. "And why did you bring Soundwave and Steeljaw with you?"

"The Decepticons have teamed up with the DJD and they held me prisoner till Steeljaw and Soundwave who don't agree with their goals freed me." Cyberwarp explained.

"I don't like how the DJD treat my fellow Decepticons." Steeljaw told them.

"And once I heard Megatron had joined the Autobots." "I wish to join you as well I wish to fight on the same side as my leader." Soundwave added. "My loyalties lie with Megatron."

"Soundwave I've let you all down I led you and all the Decepticons onto a horrible path of destruction." Megatron told his former third in command. "Can you ever forgive me?"

"Yes and the fault is not yours alone we all chose to fallow the Decepticon cause but maybe now we can work towards peace and make up for the past." Soundwave said to him. "I chose to side with you because you are my friend."

"Yes that would be great." Megatron agreed. "And you are my friend too."

"Welcome to the team." Bumblebee told all three Cons.

"Actually these two are joining you I'm just helping you take down a common enemy." Steeljaw said to them. "Then it's back to business as usual."

"Well in the meantime thanks for the assist." Said Bumblebee then his com-link went off.

"Guys the Decepticons are attacking the scrapyard." Strongarm shouted over the com-link. "Cyclonus is leading them."

"Are the DJD there too?" Bumblebee asked her.

"No Sir just the Decepticons from the prison break." Strongarm replied.

"We'll be right there." Said Bumblebee before hanging up.

Then Bumblebee, Optimus, Soundwave and Cyberwarp went to the scrapyard to help fight and capture the Decepticons who were attacking it and the rest of the team who were there at the time.

* * *

While Megatron, Ratchet, Moonracer, Steeljaw, Starscream and Flame Shadow who hadn't come out of her coma yet stayed at the Autobot's other base at Hanger E.

But then Megatron noticed Starscream was gone and saw that the space bridge had been used recently. And he didn't like where the cornets were set. Just then Steeljaw walked in.

"Steeljaw you were with the Decepticons and DJD for awhile right?" Megatron asked him. "So you must know where their base is?"

"Yes it's on the planet Chaar." Steeljaw told him. "It's funny Starscream asked me the something just a little while ago."

"Where the space bridge is set." Megatron said looking again at the cornets. "Starscream you idiot." He whispered to himself knowing the seeker had gone to get revenge on the DJD for Flame Shadow.

"What's going on anyway?" Asked Steeljaw completely clueless about the current situation.

"I'm going to get something out of the weapons vault then I'm going to go stop Starscream from doing something stupid and getting himself killed." Megatron explained. "Don't tell any of the team."

"OK just tell me how it goes." Steeljaw replied.

"And Steeljaw you remind me much of how I was years ago do me a favor and don't became the monster I did." Megatron told him before running off to the weapons vault and then coming back and going through the space bridge with something in his servo.

* * *

Meanwhile the fight at the scrapyard was still raging on. None of the DJD had showed up but all the other Decepticons who had escaped the prison on Cybertron were there and it had become a war zone. And all the Autobots had their hands full fighting the Decepticons.

Bumblebee was currently fighting Overload and losing when all of a sudden Knock Out's vehicle mode came speeding their way.

"Stay away from me!" "Don't you touch me!" Yelled Knock Out as he was driving away from Filch.

"Shiny." Filch said as she flew after the austin martin.

"Just leave me alone!" Knock Out screamed.

"What?" Overload asked as he turned just it time to have Knock Out's rear tires hit him right in the face as the sports car ramped off him then Filch flew into him knocking them both out cold.

Then Bumblebee went over to where Knock Out had crashed into old some washing machines much to Denny's dismay. And help the red mech up.

"Thanks Knock Out you save my life." Bumblebee thanked him.

"Your welcome but I also totaled my finish." Knock Out said not sounding happy. "And what was with that crazy femme she went after me and wouldn't stop?"

"She was probably chasing your finish she likes shiny things." Bumblebee explained.

"Well at least she has good taste." Knock Out added with a smile. And Bumblebee couldn't help but laugh.

Then the two mechs noticed something unsettling Lockdown's stasis pod was empty and he and Cyclonus were nowhere to be seen.

"Oh no the ground bridge is near here they might have gone to the base at Hanger E." Bumblebee told Knock Out then they realized the com-links were down. "We have to get there and warn them."

But right when Bumblebee opened the ground bridge Springload and Quillfire showed up. And he had to fight them became the others were all busy fighting the other Decepticons.

"Leave it to me Bumblebee." Knock Out yelled to him as he drove through the ground bridge to warn the others at Hanger E. About Cyclonus and Lockdown.

* * *

Meanwhile at the medbay in Hanger E. Ratchet was cleaning some of the medical equipment and realized he hadn't seen Megatron or Starscream in a while and Moonracer came in and said she hadn't seen them ether.

So they started to go check on them when Cyclonus showed up at the door waving a blaster at them.

"What do you want?" Ratchet asked him.

"I want to get revenge on Bumblebee and his team for taking Cybertron from me." Cyclonus told them. "And to get whatever weapons you have in your vault only I need the code to open it."

"And what makes you think I'll give it to you?" Said Ratchet.

"Because if you don't this one dies." Hissed Cyclonus as he grabbed Moonracer and held his blaster to her head at gunpoint.

"Let her go!" Ratchet yelled at him.

"Only if you give me access to the weapons vault." Cyclonus said darkly. "If not I shoot her."

"Wanna bet!" Shouted Knock Out's voice from behind Cyclonus. The red medic had just gotten there from the ground bridge and had taken Cyclonus off guard and grabbed his arm that had the blaster in it and caused him to let go of Moonracer in the process.

And now the two mechs were struggling over the weapon. Moonracer ran over to try to help Knock Out but ended up being slammed into the wall for her trouble. Which made Knock Out mad and he started fighting Cyclonus harder.

Ratchet started to run over to help Knock Out and Moonracer but then Lockdown came in and started attacking Ratchet.

Which caused Knock Out to look up only to quickly remember he was in a gun struggle. And right as Cyclonus was about to yank it back from him he made a grab for it by jumping forward and the two mechs fell into each other and a boom was heard as the blaster fired.

At first no one could tell which transformer had been shot. Until Knock Out suddenly staggered then collapsed to the floor. And Ratchet notice energon leaking from his midsection where he had just been shot.

Ratchet started to run over to the downed medic but Cyclonus suddenly fired another blast hitting Knock Out in the shoulder. Making Ratchet stop in his tracks. Luckily both blasts had missed Knock Out's spark but Ratchet could tell that at least one of them had hit his main fuel line and the sports car was losing energon rapidly.

"One more step and I shoot his spark." Cyclonus threatened. "He's still alive but I will kill him unless you give me access to the weapons vault."

"OK just please don't hurt anyone else." Ratchet begged him.

"OK doctor your coming with me to open the door to that vault." Cyclonus told Ratchet as he held his blaster facing the medic at gunpoint.

"Please let me treat Knock Out first." Ratchet pleaded knowing the red mech was going to bleed out if he didn't get help soon.

Cyclonus then shot a look to Lockdown who used his servo to reach into the wound on Knock Out's shoulder and yanked some wires loose causing the red transformer to scream out in agony while Lockdown held him up by the helm.

"No please stop!" Moonracer begged. Then Lockdown let go of Knock Out and let him drop back to the floor.

"Ether lead me to the weapons vault and give me access or you won't have a patient to treat Doctor." Cyclonus hissed. "Lockdown guard these two Ratchet and I have some business to attend."

* * *

Then Cyclonus forced Ratchet down the hallway. But the only thing on the Autobot's mind was Knock Out laying on the floor wounded and dying back in the medbay. If his damage remained untreated for much longer Knock Out wasn't going to make it. And it was killing Ratchet inside one of his team. One of his friends was laying on the floor gravely injured and there was nothing he could do. And as a medic it was tarring Ratchet apart.

The two walked down the hall for what seemed like forever to Ratchet. Until they got to the weapons vault and Cyclonus told Ratchet to open it. Ratchet punched in the code and the door opened.

"Now can I please go back and save Knock Out?" Ratchet pleaded with Cyclonus.

"Actually I'd be more worried about myself if I were you." Cyclonus told him now aiming the blaster at Ratchet's head planning to kill him became he had outlived his usefulness.

Ratchet closed his optics waiting for the end and inwardly cursing himself for not being able to save Knock Out.

Then several shouts of pain echoed through the hallway but they weren't from Ratchet. The ambulance opened his optics to see Cyclonus burned to a crisp and Flame Shadow standing behind him having just changed her arm canon back to her servo. She had come out of her coma just in time to save Ratchet's life.

She had been on a berth in her room because the medbay only had one berth that they might need for other patients.

"Ratchet are you OK?" She asked him.

"Yes perfect timing." Ratchet told her as he closed the weapons vault. Then they both race back towards the medbay as Ratchet explained to Flame Shadow what was going down on the way.

* * *

Meanwhile Moonracer was kneeling down on the floor next to Knock Out sobbing when the red medic started to stir.

"Moonracer." He said in a whisper.

"Knock Out please save your strength." Moonracer said to him. Seeing the red mech was in a great deal of pain and barley conscious from the amount of energon he'd lost.

"I love you." Knock Out told her before going unconscious again. Then Lockdown who had been guarding the door came in.

"You know this one looks like he might have some decent weapons as a medic he probably has all kinds of goodies built in." Lockdown said thinking about upgrading himself with Knock Out's parts. As he started to approach the downed transformer.

"Don't touch him!" Moonracer yelled as she tossed herself over Knock Out as a shield. Only for Lockdown to start trying to pry her off him.

When suddenly Lockdown was tackled from behind by Steeljaw who saw what was going on but had been waiting for just the right moment to attack.

Moonracer didn't move determined to protect Knock Out who remained unconscious and badly wounded. While Steeljaw continued to fight Lockdown.

But the wolf like mech was quickly overpowered and slammed into the wall. But was still trying to fight Lockdown.

When suddenly Lockdown was hit from behind by Ratchet who along with Flame Shadow had just entered the medbay. And after Ratchet hit him Flame Shadow and Steeljaw did the something and the Bounty Hunter fell to the floor unconscious.

Then Ratchet had Moonracer and Flame Shadow help him move Knock Out to the medical berth where he started performing emergency surgery hoping it wasn't to late to save the red medic's life.

While Steeljaw put Lockdown and Cyclonus in stasis pods to be taken back to jail on Cybertron when this was over.

* * *

Meanwhile on Chaar the DJD had stayed behind to let the other Decepticons take their revenge on the Autobots. When suddenly Starscream showed up.

"What do you want seeker?" Asked Tarn as he and the rest of the DJD look over at the flyer who had just landed and transformed form his jet mode to his cybertronian one.

"I want to settle a score with all of you." Starscream said to them angrily. "Specially your leader."

"OK we destroy you then we go to Earth and destroy the Autobots and take the planet for ourselves then after we conquer Earth we'll take over Cybertron and won't stop until we've taken the whole universe as our own." Said Tarn.

"True conquest is in the ashes of ones enemies." Starscream told him. "Now get ready to burn!" The seeker yelled as he fired his missiles at the DJD. "This is for Flame Shadow."

Then the DJD rushed at Starscream who was ready to fight them all.

 **To Be Continued.**

 **"This was a long chapter." "The next one will be about Starscream's battle with the DJD." "While Ratchet works desperately to save Knock Out." "I'll try to get it up soon." "Please let me know if I missed any spelling mistakes."**


	11. Chapter 11 Oblivion

Chapter 11 Oblivion.

All of the DJD opened fire on Starscream. But the seeker somehow managed to dodge all of their blasts. Then fired back at them using his missiles.

Starscream kept changing back and fourth between his jet and cybertronian modes and running, jumping and flying to avoid being hit. While striking any member of the DJD he could whenever he found a chance.

And the seeker was holding his own surprisingly well. Then Helex and Tesarus both charged at him and Starscream jumped out of the way and the two DJD members ended up crashing into each other and being knocked out as a result.

"Wow Starscream I can see you brought your A-game I since a lot of rage behind those fighting moves." Said Tarn. "You must love Flame Shadow a lot to be this angry and trying to avenge her this badly."

"You don't get to talk about her!" Starscream shouted at Tarn. "She loved you and mourned you and she spent years trying to get justice for you." "Only to have you nearly kill her." "She loved you how could you betray her like that!"

"Why did you hurt her like that!" Starscream screamed at him. "Why!"

"Because she was weak." Tarn Hissed. "And as leader of the DJD I have no place in my life for weaklings like her I was weak as Glitch but I'm not that bot anymore I'm not weak like she is."

"She's not weak Flame Shadow is the strongest femme I've ever met!" Starscream almost sobbed. "Don't you ever call her weak!"

"This coming form a weak coward." Tarn growled at Starscream.

"I'll take being a weak coward over being a monster any day." Starscream shot back. "Because monsters are always slain in the end but sometimes coward survive."

"Survive this!" Tarn yelled as he transformed and fired his cannon at Starscream.

But luckily the seeker managed to dodge it but the DJD's medic and maintenance bot Nickel who had been standing behind Starscream was hit and the teal and white minicon femme was killed instantly.

"No!" Roared Tarn who then charged at Starscream now in a rage.

Starscream managed to avoid the attacks from the now angry leader of the DJD. But he ended up being zapped from behind by Kaon and the seeker fell to the ground unconscious.

* * *

Meanwhile back at the medbay in Hanger E. Ratchet was performing emergency surgery on Knock Out disparately trying to save his life.

Ratchet had already hooked Knock Out up to an energon drip to replace some of what he'd lost. Because the red medic had lost a dangerous amount of energon.

Now Ratchet was treating the wound on the cherry colored mech's shoulder because he had just finish patching where he had been shot in the midsection.

But the wound on his shoulder was worse. That was where Cyclonus had shot Knock Out's main fuel line. And it didn't help that Lockdown had pulled loose several wires that were now exposed.

Ratchet was trying his best to fix the damage and keep Knock Out functioning. While Moonracer, Flame Shadow and Steeljaw waited outside the medbay. Then after a few hours had passed Ratchet came out and said Knock Out was stable.

But just then they heard several alarms start going off in the medbay and ran inside to see what was happening and saw that Knock Out's vitals were all over the place.

"No he's gone into shock!" Ratchet almost shouted as he got to work trying to get Knock Out stable again. "Knock Out you have to snap out of it."

But the red mech continued to shake uncontrollably until suddenly he stopped as his frame went limp and more disturbingly his life signal flat lined.

"No." "Knock Out don't do this to us!" Ratchet begged the red transformer as he was trying to bring him back online.

While the others watched helplessly from the doorway. As Ratchet continued to use the paddles trying everything in his power to get Knock Out's signal back online.

Then Ratchet put the paddles down and walked over to the others. "I'm sorry." He told them fighting back coolant tears. "He's gone."

"No!" Moonracer screamed as she ran over to the medical berth that Knock Out's now lifeless body was on and started sobbing as she cradled his corpse. "I love you too." She cried. "How can you leave me like this?"

Then she kissed him on the mouth. And suddenly Knock Out's servo moved and gently touch Moonracer's arm that she had around him. And at the same moment Ratchet saw his life signal come back online.

"I could never leave you." Knock Out told her as he kissed her back.

"Your alive." She said as she put both her arms around him and they hugged.

"How is that possible?" Asked Steeljaw. "You just preannounced Knock Out dead how did he come back online?"

"I don't care why it happened I'm just glad it did." Ratchet told him relieved that Knock Out was going to be OK.

"It's just like one of those Earth fairy tales where true love's kiss saves the day." Said Flame Shadow. Then everyone gave her a look of disbelief. "The humans told me about them."

"Just no one tell Miko." Ratchet told them knowing the human girl would have a field day if she knew Knock Out and Moonracer had gotten together after all and a kiss had brought Knock Out back online.

Just then Cyclonus showed up right at the end of the hall.

"How did he get out?" Asked Steeljaw. "I put him and Lockdown in stasis pods?"

"Mine had a malfunction." Cyclonus explained. "And since Lockdown got himself captured twice I decided to leave him in his stasis pod every con for himself and what not." "But I want to take some revenge."

Then Cyclonus approach where Ratchet, Flame Shadow and Steeljaw were standing. When all of a suddenly he was shot in the leg and fell to the floor with coolant tears of pain in his optics.

Then they looked to the door of the medbay and saw that Moonracer had shot Cyclonus in the leg with the same blaster he had shot Knock Out with earlier.

"That was for hurting Knock Out." She hissed.

Then Knock Out walked over and punched Cyclonus right in the faceplates. "And that was for totaling my paint job you lugnut." Knock Out growled at him.

"Well that and the fact that he almost well technically did kill you." Steeljaw added.

"Can I please go back to my stasis pod now?" Cyclonus asked now in pain. So they put him back in the pod and made sure it was working this time.

"Moonracer is one of the best sharpshooters there is." Knock Out told them explaining why she was able to take out Cyclonus with the blaster like she did. And then Ratchet ran some tests on Knock Out and was glad to see he'd made a full recovery and was going to be fine now.

* * *

Meanwhile Starscream came to and realized he was strapped to Kaon's electric char mode who kept shocking him.

"This is payback for getting Nickel killed." Said Tarn. "We'll each take a turn with you till you go offline."

"Funny how a monster like you can go nuts over the death of your medic." Starscream told him. "But I understand something now the reason you attack Flame Shadow is you still have feelings for her and it terrifies you because your afraid of going back to the way you used to be."

"But what you don't get is that's the best part of you from what Flame Shadow told me you used to be kind?" Starscream continued. "What happened?"

"Shut up!" Tarn yelled at him as he went over and punched Starscream hard across the faceplates.

"Guess I struck a nerve." Starscream said weakly as Kaon start shocking him again. "It doesn't matter who you used to be your just a monster now." "Glitch really was killed by the DJD and Decepticons because you let them change you."

"Kaon stop I want to end this seeker with my own two servos right now." Tarn bellowed as he walked over to Kaon's electric chair mode and got Starscream off it. And was now holding the still stunned and in pain seeker by the neck.

Now Tarn was about to finish Starscream with his arm cannon by shooting him through the spark.

When something hit him from behind causing him to toss Starscream to the ground. And Tarn was then punched to the ground himself. Then Starscream who was still dazed heard footsteps approaching him.

"Starscream are you OK?" Asked a familiar voice. The seeker looked up and was surprised to see Megatron standing above him wearing the Apex Armor to protect his spark chamber from being hit. Then he offer his servo to Starscream and helped his former second in command to his feet.

"Yes a little sore but nothing compared to the beatings you used to give me." Starscream joked causing Megatron to smile.

"I bet he attacked you for the same reason I used to beat you." Megatron told him. "You got in his head something you've always been good at."

"Well I've had loads of practice." Starscream said as a smile crossed his faceplates.

"I'm sorry." Megatron told the members of the DJD as Tarn pulled himself up. "I'm the one who made all of you what you are." "But the Decepticon cause is over so please stop harming other cybertronians I've learned now that peace through tyranny doesn't work."

"Oh how the mighty have fallen." Hissed Tarn. "So I guess Megatron is now on our list how ironic that our former leader is now our target."

"The DJD are beyond help let's take them down together." Megatron told Starscream to which the seeker agreed.

Then Megatron and Starscream started fighting the members of the DJD. At one point Voss had jumped on to Megatron's shoulders only to be blasted off by Starscream who didn't have to worry about harming Megatron who was being protected by the Apex Armor. But Voss was blown to bits.

Then Megatron defeated Helex but noticed Starscream was now being ganged up on by Tesarus and Kaon. So he ran over to help the former Decepticon air commander. Only to have Tesarus start trying to reach for where the armor's button was trying to get it off Megatron.

Starscream who was still fighting Kaon realize what Tesarus was up to and knew if he got the armor off Megatron it would be easy for the former warlord to be hit in the spark chamber which would end him. And Starscream wasn't about to let that happen.

And Starscream saw that Kaon was getting ready to shock him so he ran over to where Tesarus was still fighting Megatron. And Kaon ran after him ready to zap him.

But Starscream suddenly did a back flip and kicked Kaon causing him to fall forward right into Tesarus where one of the coils on his back somehow got stuck in Tesarus's grinding pit. And now the two DJD members were going nuts.

Kaon trying to free his coil in a desperate attempt to keep from being crushed and Tesarus trying to get Kaon's coil to stop shocking him. Then Starscream fired one of his missiles at them causing them both to be blown to pieces.

But Starscream had been standing a bit to close and ended up being knocked backwards from the force of the explosion and landed on his butt. Megatron saw this.

"Starscream are you alright?" He asked the seeker.

"Better then those two he said as he stood up and revealed that other then the whole front of him being black from the explosion he was fine. "Remind me to never do that again." He added.

Megatron couldn't help but chuckle. But his expression quickly changed when Tarn who was now the only surviving DJD member grabbed Starscream from behind before the seeker could react.

"Since you killed my whole team in front of me I'll kill your former second in command in front of you." Tarn bellowed.

But Megatron had a plan. "Soundwave I need you to send a space bridge to Chaar for the cornets I send you." Megatron said over his com-link too low for Tarn to hear.

Soundwave got the message because a space bridge opened behind Tarn then Megatron blasted him through the space bridge that was set for the Ozone layer of Velocitron that was still on fire form it's sun going nova.

But Megatron didn't count on Tarn grabbing Starscream by the arm and dragging the seeker with him. Megatron jump in the space bridge after them right before it closed.

To spite the intense heat Tarn was now violently attacking Starscream trying to rip his spark out. But Megatron shot him off the seeker causing Tarn to go right into the fireball that had once been Velocitron that caused him to burn up killing him.

Then Megatron rushed over to where Starscream was and was horrified to see that the seeker was starting to burn up as well. Megatron was still being protected by the Apex Armor which was the only reason he wasn't being burned too.

"Soundwave I need another space bridge now!" Megatron shouted over his com-link only to find he didn't have a signal here. "Scrap!"

"Sorry I was stupid to go after the DJD alone like that." Starscream said weakly as he painfully continued to burn.

"No Starscream they had to be stopped." Megatron told him. "And I'm not letting you die with those monsters." And with that Megatron took off the Apex Armor and put it on Starscream to protect the seeker from receiving more damage.

"No Megatron you'll burn up!" Starscream yelled at him being to weak to move.

"This is my way of apologizing for all the times I hurt you during the war." Megatron told him. Then his chest burned and his spark went out.

"No!" Starscream screamed through the Apex Armor. As he saw his former master's optics stop glowing as he died. "No Megatron!" "Megatron!"

 **To Be Continued.**

 **"So that was the climax next is the epilog." "And I'll try to have it up soon." "I hope the dialog was OK it was the best I could think of dialog is always a nightmare to come up with." "Please let me know if I missed any spelling mistakes."**


	12. Chapter 12 Epilog

Chapter 12 Epilog.

A few hours passed before a space bridge finally appeared near where Starscream was still inside the Apex Armor floating in space above the burning remains of the planet Velocitron.

Soundwave who had opened the space bridge brought the seeker and Megatron's body back to base. Where Ratchet and Knock Out both got to work tending to Starscream's injuries after getting him out of the armor.

The rest of the team who had just gotten back from the battle at the scrapyard waited outside the medbay. They had won the fight against the Decepticons and had sent them all back to Cybertron in stasis pods where they would be sent back to jail upon arrival.

Right now they were all waiting to find out if Starscream was going to be OK.

When Ratchet came out and told them Starscream was going to be fine. And they could see him anytime but that he needed to take it easy because he had not only taken a beating but had been badly burned in fact the Apex Armor had been the only thing that saved him. If Megatron hadn't put it on Starscream when he did the seeker would have died.

Flame Shadow was the first one to go back to see him. Upon entering she walked over to the medical berth Starscream was on. He was glad to see her up and around and that she was OK.

"I'm sorry." Flame Shadow told him. "If I hadn't gotten involved with Tarn you wouldn't have gone through any of this."

"It's not your fault Flame Shadow that monster nearly killed you and all you ever did was love him." Starscream said to her. "I'm the one who went for revenge and got Megatron killed."

"Don't blame yourself for that he wanted to save you I think he wanted to make up for what he did to you in the past." Flame Shadow tried to comfort him seeing the seeker was close to tears. "I'm sorry for all of this I don't know what I ever saw in Glitch."

"I think you were in love with who you thought he was." Starscream reassured her. "Before he showed his true colors." "And your too good for a monster like that."

"Thanks." She told him. "I love you."

"I love you too." Starscream said back to her. Then he started sobbing because he still felt bad about Megatron's death. And Flame Shadow hugged him and cried with him.

* * *

The next day the team gave Megatron a funeral and buried him on Cybertron where the gladiator pits used to be in Kaon. Because that's what he was before he was leader of the Decepticons a gladiator. And what better place for the burial of a fallen warrior.

Then they went back to base and notice Steeljaw was still there.

"What are you doing here I thought you'd be back to trying to take earth for the Cons?" Asked Bumblebee.

"I'm done with being a Decepticon I promised Megatron I wouldn't go down the same path he did." Steeljaw explained. "So I'm becoming an Autobot if you guys will have me?"

"Welcome to the team." Bumblebee told him. "Looks like your part of our family now."

"Thanks for letting me join your pack." Said Steeljaw with a smile on his face.

* * *

A few weeks later Flame Shadow found Starscream with Soundwave in the main room of the base.

"What are you guys doing?" Asked Flame Shadow.

"Well I know you like music so I arranged a little surprise for you." Said Starscream. Then Soundwave started playing music. "My I have this dance?" Starscream asked Flame Shadow.

"Why of course." Flame Shadow accepted. And the two seekers started dancing with each other.

Just then Knock Out and Moonracer came in. "This is my jam." Moonracer exclaimed.

"Want to join them?" Asked Knock Out as he offered to dance with her and the two grounders joined in.

"I knew it." Shouted Miko who had just walked inside in time to see Knock Out dip Moonracer and caused him to drop her by mistake. If they were human both Knock Out and Moonracer would have blushed.

Knock Out helped Moonracer back up and everyone else came inside to see what happened after they heard Moonracer hit the floor. And they all laugh after Miko showed them a picture she snapped of Knock Out and Moonracer after she'd surprised them.

Even Knock Out and Moonracer found the picture funny and Soundwave started the music again and everyone joined in and they ended up having a dance party.

 **The End.**

 **"Well that's it hope you all enjoyed the story." "Thanks to everyone who read and reviewed this." "I hope the epilog turned out OK it was hard to come up with." "And feel free to check out my other stories and please let me know if I missed any spelling mistakes."**


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